Feelings
by LoverofLattes
Summary: Clara assists the Doctor with coming to terms with one of the more unpleasant aspects of existing: feelings. Mostly canon with the show, with some romantic tension. Rating has increased for thematic elements. Set after "Deep Breath".
1. Chapter 1

***A/N* Hi, everyone! This is my first go at a Doctor Who fic. I adore the show. That being said, I don't own any of the characters. Steven can continue to do whatever with them that he'd like.**

**This is a two-chapter take on what I hope is a developed area of Clara and Twelve's relationship. He's a fun Doctor, but is the guy ever abrasive. This takes place after "Deep Breath", so the Doctor is still discovering some of his normal functions.**

**The rating will go up next chapter, guys.**

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><p>Clara didn't know what to feel anymore.<p>

Clara had studied the threads on her pillowcase until she had noticed patterns minute enough to feel like she was going mad. She lifted up her face and let it fall unceremoniously into her pillow, her hair splayed out into a defeated fan. Her lack of rest was beginning to affect her sanity. She lifted up her eyes to stare at the threading again. Numbness was preferable to the potent mixture of loss and the thinness of her promise to the Doctor to stay.

She tried to relax, even out her breathing. A pair of gentle, kind green eyes came into her mind. _My Clara._

No sooner had she permitted the thought, two blazing, steely blue eyes came on its heel. She would be permitted no more of that tenderness now.

She squeezed her stinging eyes shut, willing herself towards unconsciousness. How on earth was this the same man? It was like trying to compare a lake to the Bering Sea. She had been warned that the Doctor had a sliver of ice in his heart. He had now apparently frozen completely through.

_Please don't change. Don't_-

Clara startled as her nostalgia was broken by a familiar groaning sound that heralded a blue police box materializing outside her house. She threw off the covers and held a hand to her forehead. This wasn't Wednesday.

_Something bad. Something bad had happened._

Her feet flew down the stairs, her mind already running the gamut of what could possibly be wrong. Once the TARDIS allowed her to throw open the front door without a fuss and she was greeted by the sight of the Doctor throwing objects and looking madder than usual, she was now sure that an apocalypse was upon them both.

"_Doctor_?!" Clara felt hot panic racing through her stomach. She whirled around, her brown hair haphazardly stringing across her face. "What is it? _What's happening_?" Every nerve in her body coiled with readiness to spring. _A carnivorous alien? Daleks? Some sort of unseen creature waiting to grab her and drag her across the floor…_

The Doctor groaned loudly, holding his stomach. "Shut up! Shut it!"

Clara stopped her frantic turning about, pulling herself up to her full height. "_Excuse me?" _

He ignored her, continuing to tuck things into his arms, look at them a few seconds later, than drop them to the floor. Clara paused and regarded the normally somewhat militant appearance of the new TARDIS in shambles.

She huffed in exasperation as he ignored her question yet again. If she was going to run down here in her pyjamas, it was going to be for a good reason. "_Doctor!_" She barked. "What on _earth_ are you doing?"

The Doctor paused his rampage and lurched over, looking more alarmed. "Don't really know! Just want to be ready!" He looked at his stash of knick knacks he had in the crook of his arm, dropping them. "That's not the question. The question to ask is what I haven't looked for yet!"

_Meaning_, Clara ascertained, _that the TARDIS had brought him here for his own good_. She looked around at the once-aggressive ship, the quiet in the air speaking of need.

The Doctor's hand clutching his stomach, objects scattered around his feet, his grey hair utterly wild, jacket flapping in his wake, Clara felt a twinge of fear. He had finally gone completely insane.

"Must be a parasite of some sort!" he bellowed vaguely in her direction, holding on to the rails for support. "My stomach feels all hot and sick-" his already wide eyes becoming wilder-"my eyes are prickling!"

He stumbled as he moved forward towards a rattled Clara, gesturing. "Look at my eyes! Changing colour? Growing extra irises?" He patted his cheeks, blanching. His voice dropped an octave as he grabbed her hands in desperation. "My face is leaking liquid now. This is going to be the shortest life with the worst kidneys I've ever had. Stand back when I change, do you hear me?"

He had now dropped to his knees, apparently surrendering to whatever horrible fate awaited him, muttering. "Less Scot next time, maybe a little shorter…be easier to find clothes…"

Clara willed her mind to focus as he sat and asked himself questions about clothing, disturbed by the erratic display. They didn't appear to be in any immediate danger, however, so more information was needed. She calmed slightly. Asking questions could be good.

She grasped his hands and bounced them once, taking a tone she often used when a student was causing trouble: firm and prodding. "Doctor. I need you to be calm and think. I'm going to ask you some questions."

Eyes flickering around, the Doctor continued breathing hard from his position on his knees in front of her, licking his lips once. "Fine, yes! Get on, woman!"

She cocked a warning brow. "And keep that rudeness to yourself, if you don't mind."

He clenched his jaw shut obediently, but his eyes fixed on hers with a gaze that was fiery. Clara checked the impulse to drop his hands. _Impossible man_.

"Doctor, what were you doing when you began feeling this way?"

He sat back on his feet, his jaw clenching and unclenching. "Breathing. Walking. Thinking."

Clara jutted out her lower jaw. "I'm afraid you'll have to be more general. Or specific."

He sprang to his feet and finally dropped her hands, whirling to pace like a predator in a cage. "Cleaning. I was cleaning out the TARDIS and I went into a room. Not one of those dull ones just for sleeping, mind you."

He swiveled, the tail of his coat flaring out for emphasis. "A room for remembering things." He spread open his hands, looking satisfied. "There you have it. I was breathing, walking, and thinking in a room for remembering things."

Clara crossed her arms and brushed her hair fringes off to the side of her forehead. "That's more helpful. Thank you." She turned over the statement, suddenly thoughtful. "Wait. You have a room where you keep old things? Like souvenirs?" If he wasn't spouting nonsense, he had never told her that.

He turned brusquely again, now more talking to himself and occasionally clutching his stomach. "Lots of curios in there. I was throwing it away. Doesn't do a bit of good to be soft and go around looking at things you've already looked at."

"Doctor, what did you throw-"

He held up a silencing hand. "Doesn't matter. Don't want to look at them. They make me sick to look at."

He straightened as the realization dawned at his own words. "_Those objects_," he breathed, running his palms down his face. He resumed his stalking about again, roving in thought. "Must be hexed. Weren't before. _Still onboard_! What sort of savage, dark things have you got crawling around in you, Sexy?" he queried the TARDIS in a velvety voice, to which a large blast of hot steam very near his head was his answer. He shrugged. "It was worth asking."

"Doctor. Your eyes feel prickly and your stomach feels hot when you look at those things?"

He nodded, looking around with a dogged expression. "Yes, that's it. Nanobots, perhaps…?"

Clara bit her lip. Number 203 of conversations she never thought she'd have with a grown man. "Doctor. I'm afraid what you may be experiencing is an affliction, yes, but it's actually quite normal."

He turned to face her, his hungry eyes running about the TARDIS now focusing on her with laser intensity.

Clara sighed and looked sympathetic. "Feelings."

His staring eyes blinked. "Feelings."

Clara felt slightly unsettled by the intense gaze he was holding, but flashed him her best comforting smile. "Yes. Remember those? Feely-weely things? I believe you feel some bad ones when you look at those things. Remembering things make you sad." She curled her arms tighter around herself. She wondered if a fez had made its way into that room.

A sour looked crossed his face. "Ahh, yes…I remember those. Awful little things mucking about in your head and your stomach." An errant hand gestured vaguely at her. "Lots of 'feely-weely' with you."

Clara crossed her arms, fighting her cheeks growing warmth. "What? With me?"

His gesturing hand now flapped dismissively at her. "Yeah. Unpleasant swirly stuff."

She flinched, settling into a chair with her legs and arms in a defensive curl. "_Blimey_, Doctor. You really make a girl know how to feel good, you know?"

He either didn't hear her or ignored her, pulling a screen and a hovering object out from the corner of the dashboard. "They're just a chemical cocktail, really. A little oxytocin here, a little dopamine there…"

He tapped a screen, the monitor slowly whirring to life. "Ah. Nice and science-y." He turned to her with a look of contentment on his face. "A bit of science does these old hearts good."

Clara allowed her eye-roll its full rotation, the easy admission of pleasure directed at a hunk of metal making her crosser. "Glad something does," she muttered. "Grumpy old codger."

He briefly regarded her in a sideways manner as his long fingers flew over the keys. He clacked a final formula into the computer before turning to fully address her. "Sit. Here." He seemed to recall her last remark. "Please."

She pressed her lips into a line, refusing to cede that she was interested in whatever this machine was. As she settled herself in the proffered chair the hovering object moved to a few inches over her head, which shook her sullen veneer as she startled and craned her neck to look. The Doctor made a sound in his throat that suggested amusement, and she resisted the desire to smack one of his long gangly legs.

The hovering object apparently was the Time Lord answer to an MRI scanner. The screen made a low sound, and suddenly a digital image of her brain came into focus. Clara's breath slowed for a moment. It was…beautiful, honestly. A tiny, contained little ocean of colour that was glittering with billions of neurons, all singing and pulling each other in a sort of synchronized dance. The dominant colour across the image was deep red. The Doctor moved next to her, and a splash of crimson bloomed along the edges of the maroon red, colouring the monitor with an ominous glow.

"A bit testy with me right now, are we Clara?" he asked gleefully in a low voice, tapping the monitor. "That's a lovely bit of anger you have rolling about in your brain. I must have said something truly _rage-inducing."_

He pinched her arm suddenly, Clara squealing her indignance. "_Oi!_ What is wrong with you?!" Her hand poised for that desired swat, the monitor caught her eye. The furious shade of red was now almost all the way across her brain, tinged with yellow and a sickening shade of green.

He suddenly looked moved, quieting. "Oh, oh oh…" His fingers danced in the air, ghosting around the monitor.

Clara was still poised to strike, but stilled at his change in demeanor. "What is it now?" she snapped.

He hummed with thought. "I appear to have more than annoyed you, Clara. Those colours are far more than angry." His hands stilled and came to rest, the one closest to her twitching at his side. "These are very strange. I'll be needing my manual." He turned and looked thoughtful, delicately moving her smack-ready hand to her lap. "I forget that your brain isn't quite as full of pudding as the rest of your kin. There's a little more going on up there."

As he turned, the image quieted back to its original, less passionate red. Clara fidgeted. This was a far more intimate window into her mind with a far less safe person that she would ever care to share with.

The TARDIS was apparently on Clara's side as well, and the drawer popped open fast enough to hit him smartly on the thigh. He grimaced as he took out the manual, muttering something about being surrounded by confounding female beings. He began flipping through the pages, mouthing words as he read them. He looked up at the monitor, still alive with magma-like colours. "Let's see…anger, irritation…" he stilled and glanced at the manual, tapping the screen with a thoughtful finger. "Bitterness?"

Shaking his head he looked to Clara, tutting. "My, my. Glad your boyfriend asked you to stay, or you would have been out those doors as soon as the smoke cleared, wouldn't you?" He held the pages to his mouth as if he were figuring out a delightful crossword puzzle. An impressed look crossed his face as he chuckled to himself. "You've even got some fear in there!"

Whether it was the Doctor's teasing but acerbic analysis of her intentions of leaving or simply the end of her patience, her vision blurred simultaneously as the monitor flushed a blend of purple, blue, and the telling red.

"_Doctor_! Please!"

Her voice echoed throughout the ship, and he froze. She pulled herself to her feet, shoving away the blasted scanner hovering over her head. She kept her voice to an angry whisper to hide the tremor threatening to make itself known. "_Leave me bloody well alone_."

She turned her back to hide her face from his unreadable scrutiny. "At least leave me my dignity. If you have any kindness left in you at all."

The silence stretched a long, long moment. Even the TARDIS seemed to be holding her breath, the usual puffs of steam and groaning of metal egregiously absent. Clara had about made her mind to make her way to the door when there were soft footfalls, a firm yet tender grasp on her shoulder, then his voice very close to her ear.

"Clara."

The gravelly, bass-toned voice rumbled through her conscious, and she shuddered. Clara turned her head slightly in answer, but kept her mouth firmly sealed. He waited a beat for her to answer, then began addressing her in a gentle tone. "Do I truly upset you as much as your lovely brain would so lead me to believe, Impossible Girl?"

She shut her eyes and finally allowed her hot tears to spill down her cheeks at the mention of her old name out of his new mouth, dragging in a long breath for composure. When she didn't answer, he slowly moved the scanner over her head again. "Clara."

She opened her eyes slowly to look at the monitor, the colours still very purple and blue, but the red was bleeding into the cracks. His fingers squeezed her shoulder almost imperceptibly.

"I-I'm still…" he let out a breath, the wisps of it blowing hair into her cheek. "Still trying to figure out who I am. And unfortunately part of who I am now is somewhat of an insensitive jackass." She peered out the corner of his eye to see if he was trying to make light, but the hard frown lines of his mouth were still in place. "It troubles me, Clara, that I appear to be hurting you so much."

The fingers on her shoulder increased in pressure, a question. Turning her towards his face.

She obliged and turned in reply, not yet able to raise her tear-streaked face to meet his eyes. He silently read her response, and continued.

"Let's do something about those unsightly colours, eh?"

The hand anchoring her shoulder in place suddenly moved up and stroked her hair all the way down to the tips. She let out a breath in shock, blinking once. What madness was this?

"Human beings love physical contact," he murmured, half to himself. "This should help." She opened her mouth to protest, but the words died in her throat when he moved up his hand and stroked again, harder. She stilled and closed her eyes. Not exactly a delicate way to put it, but the closest thing to a tender gesture she'd experienced thus far. This was something his past self very much would have done. The kisses on her forehead, the light brushes with the back of his hand….

At that thought and his long fingers gently working a tangle out from the back of her neck, she sighed and softened. A soft hum in his throat was his reply.

She opened her eyes and looked over his shoulder at the monitor. The purple was lightening to a rosy shade of pink. The hand moved again, his fingers running along her ear this time, and the rose color streaked.

"Clara. Be patient with me."

The voice broke her reverie, and the reminder that she was still with someone that looked like a stranger reared its head. The image turned yellowish as his hand stilled. He noticed, and sighed. "Fine. Need to call in the proverbial calvary. Even though I am quite against this."

Clara barely had time to digest his words when he abruptly pulled her into his arms and held her in a vice, a sharp exhale escaping her as she collided with his chest.

_What in the_-

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><p><strong>Feel free to leave constructive criticism in the comments. On the look out for a beta as well, if you're interested!<strong>


	2. Chapter 2

***A/N* Still don't own these characters. One more A/N at the end. Rating has increased, but this is still smut-free.**

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><p>"<em>Is it really possible to tell someone else what one feels?"<em>

_-Leo Tolstoy_

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><p>Clara's heart thumped in her ears. His grip was not gentle, at all. Clara hoped he wasn't looking at the monitor. She felt fear blossoming from her insecurity. His grip shifted and felt more brittle. She cringed. He'd looked.<p>

She lifted up her hands and held the back of his coat in tentative reciprocation, but his stiff demeanor spoke a silent accusation: _You never used to feel this way when I held you_. Clara felt the air temperature began to rise.

He cleared his throat, and she startled at the sound of it in her ear. She clenched her eyes shut. She was profoundly uncomfortable.

Clara's heart sank into her stomach at this thought. Things were never, ever going to be the same again. They were both trying what they may, but they both knew: the man she knew and died a million times over for was gone. Square peg, round hole sort of scenario. Instead of a comforting, warm presence drawing her close and cradling her, long, slight arms were pulling her flush to an unyielding chest. She drew in a long breath for composure, and the scent of him was all about her hair and her face.

She drew it in, let it out, and took another one.

It was…intoxicating. Against logic, she again wished hard that the he wasn't watching the monitor. This new feeling was foreign, revealing. What was it about him? She drew another breath.

That cloud-covered afternoon outside the TARDIS she had studied the stern lines of his face and found that her Doctor was in this new body, somewhere. Now, a stirring in her heart told her that he was not only here, but he had twisted and evolved into a tantalizing enigma.

A long while had elapsed since he had pulled her in. Clara waited for him to release her, but his arms held their position. The realization hit her that his breathing had also slowed. Almost as if he were holding it.

She pushed her face further into the darkness of his coat. Her old Doctor, her beloved friend, had been the smell of raspberries, tea leaves, the sun thawing springtime soil.

That scent had…amplified. Matured, grizzled, become wild.

Instead of sunshine there was earth, baked and weathered; instead of raspberries, there was the sage and rosemary, secrets and shadows. Clara felt herself perched on a precipice over an unknown. She didn't know what was there, but she wanted more than ever to have a proper look. In light of the danger, like watching a storm from the eye, there was safety. Was the storm truly dangerous if you were at its heart?

Whatever was on the monitor had apparently satisfied the scrutiny of the Doctor, and he dropped her with little ceremony, the red lining of his coat flaring out behind him as he turned away.

"There you have it," he said. "They don't call me 'Doctor' for nothing, eh? A little contact-based jogging of a couple hormones and you're back on track."

He halted and surveyed the disarray of the TARDIS. He fixed a reproving eyebrow in Clara's direction. "For a wee thing, you can certainly make a mess." He shook his head as he busied himself flipping switches. "Lucky I keep you around. I'll need to budget for a cleaning crew soon enough."

Clara's jaw worked open and shut with a sharp reply, but the words stuck in her throat. _Pick your battles, Oswald._ She smoothed out her pyjamas and her slightly mussed hair. This visit still hadn't validated being given half a heart attack.

"Why don't you let me have a look at yours then?"

He didn't even grace her with turning his head. "No."

Clara raised her chin. "I just had the equivalent of a dysfunctional psychoanalysis," she replied archly. "If you can dish it, you can take it."

A switch flipped with a sharp clang. He slightly inclined his gaze in her direction, and she checked the urge to take a step back.

"Clara, pushing me will do you no good."

She wavered, weighing his intentions. He pulled more levers, and a hard stroke and hiss from the TARDIS confirmed his resolve.

Clara huffed. If he wouldn't budge, she would get what she wanted in another way.

"I'll be going back to bed, Doctor. You should do the same."

He didn't reply immediately. "Make sure the door shuts all the way. I do hate a draft."

Clara gave his back a withering look over her shoulder, tugging the TARDIS doors shut as she stalked back to her house. She would have her answers soon enough. Patience.

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><p>Clara's opportunity presented itself only a week later.<p>

She had been whisked away on a sudden emergency mission to a night market on a planet called Somnius. "My new mouth is holding me in tyranny," he had said in means of reasoning. "Everything tastes English." He looked at the tray of food on the table in the TARDIS, holding the back of his hand to his mouth and turning green. "Bloody biscuits will be the death of me."

Clara bounced her shoulders in indifference, taking a bite into a Jammie Dodger. He hunched over his back and watched her with wide eyes, his eyebrows knit in grizzled horror. She savoured the moment. "Like heaven in packaged form," she said in a saccharine voice.

He coughed to cover his gag, taking the plate with ginger fingers and dropping it into the rubbish can. "If it weren't a fixed point in time, I may be inclined to accidentally, maliciously redirect the inventor of these baked items."

Clara licked the remainder of the biscuits from her fingers. "Let's go find you some food, then. Don't want to look like any more of a beanpole than you already do."

"Quite right."

The Doctor clacked coordinates into the console and pulled the engine's lever. The TARDIS groaned and wheezed, and moments later the doors opened to reveal an alien farmer's market of sorts. Clara stepped outside, taking in their surroundings.

It was hot. And quite dusty. Hundreds of different extraterrestrials milled around them, all in a dizzying array of shapes and sizes. It almost reminded her of Akhatan, but a humid nightscape. Lanterns lit the maze of stalls around them, the only light besides the blazing constellations burning above them. She felt hundreds of pairs of eyes on her, and she aligned herself within a few steps of the Doctor's imposing figure. "Where to?"

He slowly surveyed the market like an overgrown owl, sniffing and blinking in thought. "Fruit. My mouth likes fruit."

A stand in their vicinity looked promising, and Clara began rifling through bins. A tentacled alien reached for Clara's arm, and the Doctor rapped it without looking. "She's not for sale," he said to the mass of tentacles.

Clara warily watched the tentacles retreat. "What did you say?"

"This is a market, Clara," he said. "Everything is for sale. Living or dead."

Clara kept her eyes fixed on the fruit. "What if someone else is interested?"

He lifted a speckled orange fruit to his eye level for examination. "That was a Cephalonioan. The usually have a taste for bipeds." Clara edged closer. "Not to worry. Think rotten thoughts. Maybe it'll make you seem less appetizing."

Clara wished so very much for a bow-tied escort she could cling to, sucking in a breath for composure. "I hope you know what you're talking about."

He tucked a few fruits into his arms, absorbed in his selections. "Let's see…sacaronia? Maybe some Andalaxxian berries?"

Clara fumed, both at the dread building inside and the double reality that she was being tut-tutted aside. She turned on her heel. Her stride was a brazen dare to herself and the eyes watching her. She had survived worse than this, and she didn't need a testy Time Lord for protection, thank you very much.

She found herself at a stall with a friendlier-looking extraterrestrial, who looked like a Mother Goose sort of character. Frills on her clothes, maternal eyes, and no fangs. "Hello," Clara said. "Lovely items you have here." She picked up a jar, examiningthe shimmering contents. She laughed. "This is beautiful. Puts our jams and jellies to shame!"

The motherly alien gestured. _Interested?_ Clara interpreted. She shook her head, her hair flying about her shoulders. She opened up her hands and held out her palms. "No money," she said needlessly for her own benefit.

It grunted, and pushed the jar into her hand, making more movements that suggested opening it. Clara raised her eyebrows politely as she tried to understand. She motioned back in question. "Open and try?"

The alien seemed appeased, and chirruped. Clara opened the jar and sniffed. The smell was absolutely luscious. More appetizing than any berry, any pie, any delicacy she had ever tasted. She poked a finger into the glistening jelly and brought it to her mouth, closing her eyes in relish. It tasted even better than it smelled. Like summertime and heat…it made her want to melt into the flavors…

"_Clara! Step away_!"

She barely made out the words, as they were roared at a timbre that made them almost unintelligible. As Clara's eyes fluttered open, she made out the sound of glass breaking, the alien rising to a ridiculous height above their heads, and the Doctor suddenly between them, his coattails flared out around him like the hood of a cobra poised to strike.

Clara wobbled on her feet, willing herself to understand what she was watching. A stream of thunderous words in an alien tongue was streaming from the Doctor, who had brandished his sonic. At that sight, the looming alien had shrunk like a dog on the losing end of the fight, hissing and spitting back words like what the Doctor had flung. The Doctor pulled himself up to his full height and said something in a voice that made Clara's spine tingle all the way to the tip. Clara's legs threatened to buckle as the alien turned and fled.

She was riveted with terror.

The Doctor turned to face her, and even in her unsteadiness she made a step back to run. His eyes were locked on her like a predator ready to give its prey its quietus. He made a long stride with outstretched arms. Clara's vision swam as she stumbled another step. Was he-

His long fingers cupped her face, freezing it in place. In a swift motion his mouth was on hers, her own open with shock. He took advantage of the moment, and his tongue swept the full inside of her mouth in a firm, thorough motion.

Clara braced herself against his body, burning up from the inside, her consciousness swimming, unable to move. He continued his work in her mouth, moving his head to the side, sucking with hungry intent as he did so. Clara's knees finally gave up, and she felt his fingers like talons on her back, holding her in place.

He finally tore his mouth from hers, panting and wiping his mouth was his free hand. "Put your feet under yourself, Clara," he growled.

Clara was beyond comprehension, her head lolling. Her trembling feet braced obediently underneath her as she tried to focus on his face. The images were still swimming, but more slowly. "Doctor?" she rasped."Doctor."

His eyes blazed again as they made contact with hers, and she closed them in escape. She felt herself being scooped up, and a bouncing motion as she was being carried.

Within moments a golden light shone through her lids, and she felt the calming atmosphere of the TARDIS. She felt herself wobble in his arms, and her eyes flew open. Not normal. "Doctor?"

Panting slightly with the effort, he set her down with on the steps of the TARDIS console room and snapped his fingers. The TARDIS doors banged shut, and Clara swallowed. She was in for a lecture.

Her head sharper in clarity, she wiped her forehead and took in the state of the Doctor. He had braced himself on his knees, breathing hard. It dawned on Clara that he was more than winded. Something was wrong.

He suddenly turned to engage her. "What is wrong with you?" he croaked. "Got a death wish? Did the 'anything is for sale, alive or dead' not register in your brain? You were very close to entering that market being one of those things, and leaving the other!" He gave up on trying to stand, and slumped into a chair. Clara swallowed bile that was collecting in her throat. What was happening to him?

She stood, fierce in ignoring the disembodied sensation in her legs as she moved towards him. "_Doctor?_! What's wrong?"

"I'm not dying," he dismissed, waving a hand as he put the other to his forehead. "A bit early for that."

He reached inside his coat and retrieved a handkerchief, mopping around his face. Clara knelt next to his chair, unconvinced. She placed a hand on his knee. He was too tired to protest. "I-I'm sorry. I didn't mean-"

"I know you didn't. It was a classic trick."

He righted himself in his chair then gave up, lying backwards again. "That creature was a Somniratus, a local of the planet," he said. "Pretty objects to lure in prey, nice-looking exterior to keep said prey unsuspicious, pretty object is drugged with a harmless sleep-inducing substance. No use eating something tainted with poison."

Clara's cheeks coloured. "So…you were…"

"Drawing out the sleeping substance," he said, adjusting himself again with a groan. "If you had passed out, I doubt I would have been able to fight everyone off you. Like a scrap of meat in a den of hungry dogs."

Clara shivered. She wasn't sure if it was at the mental image, or the memory of the, er—detoxification process.

The Doctor's head fell backwards, and Clara placed her other hand on his knee. "Are you going to be all right?"

He surprised her by lying his much larger hand on top of hers. "Yes. I'll probably be out for a bit, but no one is getting in here. I won't be gone long." She lifted her eyes to his slitted eyes regarding her, almost surrendering to sleep. "Better me than you. I'll recover much faster."

Clara lifted his hand and kissed the back, feeling it get heavy. By the time she set it back down, he was asleep.

Exhausted, beyond caring, she laid her head on his knee, listening as slumbering puffs of breath escaped his lips. Travelling with the Doctor was always walking a tightrope between life and death, but she rarely had to deal with both the Doctor and the danger simultaneously. She licked her lips. She wondered how much of the drug was still in her system.

She turned so her chin was perched on his knee, looking to the Doctor's sleeping face. Without the constant look of irritation on his face, it was actually rather nice. Maybe even a bit kind.

The burning in the back of Clara's alerted her to parching thirst. She pulled herself to her feet with effort, hoping the TARDIS would pity her and allow her to find the kitchen with no trouble. As she stood, her eyes fell on the monitor and the hovering scanner.

Her foot remained poised in the air. Her eyes slid sideways, to the sleeping form of the Doctor. Was she that girl? Would this be taking advantage?

His foot twitched, and Clara's resolve settled. Now or never.

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><p><strong>AN This was supposed to be the last chapter, but the story ran away with me. One more after this! **

**Thank you SO MUCH to each of you individually who followed, faved, and reviewed this story. You're keeping me moving forward. Reviews, constructive or otherwise, are very much appreciated.**


	3. Chapter 3

***A/N* This one was very, very hard to write. It's a chapter of shameless sweetness overload. I don't stray too far from canon, though, so even if Whouffaldi isn't your thing, it shouldn't be too much to handle. If you do...then, enjoy.**

**I don't own these characters, by the way.**

**Thank you for reading!**

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><p>Clara swallowed with difficulty, glancing from the monitor to the stairs. Her heart staccatoed as her gaze shifted back to the Doctor.<p>

She would have to be fast.

Tucking her hair behind her ears and kicking off her shoes, Clara tread velvet-smooth footfalls over to where the scanner perched on the console. She reached with trembling fingers, wrapping aroun-

_WHISSSSST._

Clara's heart nearly jumped out of her throat at the indignant whoosh of air the TARDIS unleashed quite near their heads. Clara rounded, furiously shushing. "_This is different_!" she hissed. "_Would you please get your knickers out of a knot?_"

The TARDIS quieted a bit. Clara sucked in her lower lip and looked at the Doctor behind her. Still completely knocked out, by no small miracle.

Clara puffed out a relieved breath, straightening and speaking more civilly. "Thank you. I promise this is for his own good." Clara returned to her task, ignoring the growling rumble that travelled underneath the floor.

Approaching the chair with scanner in hand, gingerly, she moved it into place above his head, a generous distance from the grey tips of his hair. Clara's heart thumped impossibly harder.

_Okay. Just push the on button_.

Clara furrowed her brow at the monitor's control. There _wasn't _a big red "on" button. She wracked her brain for what buttons he'd pushed earlier, her mind tripping over itself in her urgency. This one? Going to that one…maybe pull this switch?

The machine hummed to life, and she flipped on the scanner.

Clara gasped as her hand shot up as a shield from the blinding colour that emanated from the screen. She blinked away the watery aftermath, wrinkling her nose and focusing her gaze.

The image of the Doctor's mind was glowing a sickly, unnatural yellow, and tinged with dark green. If Clara's brain scan had been neurons flitting and whirring on a mantle of colours, the Doctor's was like the surface of the sun: molten, with bursts of energy erupting and seeping constantly. But all in that disgusting shade of olive-yellow.

Clara didn't miss the weight of what she was viewing. Thousands of years of emotions, memories, and knowledge all contained in one place, alive on a screen for her to see. Her brain wasn't even in the same league.

His mind was amazing, she admitted to herself. She rarely relayed any sort of amazement to the Doctor. His head wouldn't fit through the TARDIS doors.

Clara chewed on a fingernail absentmindedly as she opened the manual left on the console, her gaze alternating from the screen to the pages as they flipped by. Her hand lingered on a page. She knew it was a match as soon as she saw it.

"Loneliness. Generally caused by long periods of isolation, or lack of companionship."

Incredulous, Clara held up the book to juxtapose more clearly. The photo paled in comparison to the image on the screen. The colour matched, yes, but the Doctor's mind was exponentially brighter. She grimaced. His brain almost looked ill. And what of that green?

She flipped again until she found shades of green, the closest match labeled: "Fear: a sense of impending doom, pain, or loss."

Clara frowned as she turned over the information, watching the Doctor's chest rise and fall. There was literally nothing else in his mind. Hers had at least a dozen shades.

She returned to the book, looking up at the glowing screen. Was the intensity of the colour simply a loss in translation between book and reality?

She turned to the front, looking for a key. She wasn't an English teacher for nothing. Sure enough, at the bottom of the introduction there was a key, a labeled gradient for colour. The lighter, the less intense. Clara swallowed. The deepest gradient (which read "dangerous") didn't match the Doctor's.

Whatever he was experiencing was classified as something very, very close to torture.

Clara brought a hand to her mouth. One would go…go _mad_ from that deep of an emotion. The image now looked more like a wound that was refusing to heal, open and pulsing with pain.

He wasn't struggling from foreign feelings. Loneliness and fear of being left alone were threatening to swallow up his reality.

Clara was overcome with pity. His past self from Trenzalore had warned her that he was as scared as anything (could've fooled her. One generally isn't timid when challenging flesh-covered robots), but she had never imagined the depth of his isolation. She thought to those self-inflicted years on Christmas…endless days and hours, with no real comfort…their last moments had been stolen by a bloody _sneeze_ of all things…

Clara slumped, leaning on the console for support. Guilt and longing ached in her stomach. This was a secret she had taken upon herself to learn before he was ready to tell her.

She bit her lip, not able to bear the cautious distance between them any longer. Clara knelt and laid her hand over the Doctor's, running a thumb over the weathered back of his palm. Her eyelids fluttered as she kept her tears in check. "Doctor…I-I wish I knew." She smiled weakly. "I wish I knew how to help you."

She rose, leaning to press a firm kiss on the corner of his mouth.

Clara froze as the monitor beside her erupted in colour. Her eyes flew open.

Fuschia definitely was not there a few moments ago.

He could feel her.

_And he was waking up_.

His old self would have been amused, but she had a feeling that his new self would not.

Her heart hammered in her chest as she jolted backwards, jerking back her hand. She quickly swatted the scanner a safe distance away, beating a hasty retreat behind the console. She tried to keep her breathing as quiet as possible as she peered around the corner. He hadn't moved. In fact, he looked even more deeply asleep than ever; his head rolled off to the side, and his jaw fell slightly open.

After a long minute, Clara wilted in relief. She puffed a stray hair off her face. _False alarm._

She straightened, calmed. Interesting. Clara studied him as he began to exhale through his mouth. He could feel her, and his brain waves were evidently still capable of responding, without him being fully awake.

She looked to the monitor. She reached out an experimental finger, running it across his stern brow with feathery precision. That fuchsia colour ("pleasure", the manual supplied) was the result.

Emboldened, she ghosted her fingertips through his hair. It was surprisingly soft.

She smiled at the screen. Lots of fuchsia at that.

Clara's mouth turned at the corners as she continued to run her fingers through his hair. The fuschia began to blend with the yellow and the green like a gruesome watercolour painting, speckling, then streaking as she stroked harder. Whenever she pulled her hands away, the yellow swallowed them until they were brown splotches.

She set her mouth in a line. She was Clara, his Impossible Girl. She'd saved him a million times over before. She stared into the grave, set face of her new Doctor. He needed her to save him again.

His most ominous battlefield was now within himself.

She carefully settled herself on the arm of the chair, clearing her throat. "Hello, Doctor," she said. "It's me." The monitor bubbled a few shades of an unfamiliar colour in response.

Clara chuckled in her throat. "You're rather nice to talk to like this." She barely tapped his nose. "Much better at listening."

More blotches across that ugly yellow. She sighed, grim. "Looks like you're in need of a bit of help."

Her words hung in the air, and she was suddenly very aware of how quiet the TARDIS was. Even she was listening.

Clara ran her fingers through her hair, pondering her next words. She felt very out of her depth. She was sitting next to her best friend, her savior…who was also a very old, very cross Time Lord, who would never admit to needing her help in this way. Or allow it, for that matter.

She had minutes. She grappled for the words, but none were coming. Simplicity would have to do.

"You….you're not ever going to be alone as long as I have a beating heart, Doctor."

She avoided looking at the screen. This was too much to ask of her. She felt like a proper fool, but continued.

"I would never leave you alone, Doctor, but _don't you dare leave me, ever again_." Clara whispered hotly. She exhaled, shaking. "We might be a breath to you, but don't think you can simply dismiss me as a silly, short-lived human."

His breathing became uneven.

"Doctor, I will never leave you alone. Even if I am a breath….a ghost, even…"

Suddenly drained, she let her forehead come to rest on the side of his head. "Just let me, Doctor. You're still you, and I'm still me. A few wrinkles and lines haven't changed that, and I'll throttle anyone that says so. So let me give you what time I have."

Clara pressed her lips to the shorter curls of his silver hair on the side of his head, and the monitor screen flickered.

She instinctively knew her time was coming to an end. She slid off the chair, the pads of her feet cooling against the steel of the TARDIS floor. She had tried, at least. Clara heavily looked to the screen.

She scoffed in disbelief. The yellow was lighter. Much, much lighter. That cursed green was still there was well, but it now had company. Some blues, purple, even an odd shade of a mauve colour…

What was that one? She opened the manual, turning the pages and eyeing him as she did so. She was pushing her luck now.

Found it. Under purples, the mauve colour was at the bottom of the page. Warmth bloomed through her chest as she read the caption.

"Hope: a sense of a promise or comfort, drawn from a person or place."

Clara beamed. She felt the hugeness of her grief lighten off her chest. She was almost giddy with relief. "You're a puppy in a wolf costume, you know that?" she said, pecking him again on the forehead. "Softy."

Clara's bare toes fairly danced across the floor as she began tugging the scanner from above his head. She reached for the manual, stilling as her eyes fell on the page that showed a circular graph. It showed every colour, light to dark, blending with the its neighbors.

"Possessiveness" was a blend between selfishness and affection; "hope" blended with comfort and…and…

She blinked. It said "love".

_Lots of 'feely-weely' with you. Unpleasant swirly stuff._

She halted, her fingers lifting off the scanner. He would never, ever admit how he felt about her. And she wasn't sure it was in that way. She loved a cup of Earl Grey in the morning, but it was different than when she said she loved her Gran.

She hissed a breath out through her teeth as she looked at her watch. It had been almost a half hour since he'd knocked off.

This was her last chance.

She turned back to the Doctor and regarded him for a long moment. Well. She knew he cared for her very much. His past self had demonstrated that with almost constant affections, never missing an opportunity for a shoulder to loop his giant arm around or a quick peck on her forehead.

The memory of him fairly snogging the breath out of her lungs only an hour ago flashed to the front of her brain. She hated the blush that crept to her cheeks. He had been saving her. That was the only reason.

Well. She'd see all that was rolling around in there soon enough.

She slowly leaned, breathing the words into his ear. "_Clara Oswald_."

She blinked as the monitor flushed with colours, shades too varied in colour and intensity for her to possibly classify. She opened up the manual and began flipping. She ran a finger down a page, stilling at the Doctor's sharp intake of breath.

She peeked over the book in horror. His eyelashes had moved.

_Scanner. Gone. Now._

Clara pounced, flying across the console room to put the scanner in its place. His foot twitched as his head began moving.

Clara's eyes roved the TARDIS. She needed something innocuous to do. Her fingers danced in the air as she considered simply bolting out the front door.

Her gaze moved to the floor. The closest thing to her was a book lying out on the steps: "Adipose: A History". That'd work.

Clara had just plunked herself down on the step, jammed her feet in her shoes and hid her nose in her book when the Doctor's eyes flew open.

Clara peered up at him, her voice a little too high, a little too soon. "Well, good morning!"

His voice came out in a bellow. "_What in the-"_

The Doctor bolted out of his chair, freezing stiffly where he landed. "_I was sleeping_?"

He tried to straighten himself as his eyes fell on Clara, who was feigning impressive interest in her book. He fixed her with an accusing finger, growling his words. "I don't sleep! And certainly not in a chair like an uncultured-"

Clara held up a hand and tried to look bored. "Drugs? Remember?"

The Doctor pointed more furiously as his mouth opened in protest, pausing as recognition flickered across his face. His finger dropped. "Ah."

Grudgingly pacified, he stretched his back with his hands on his lower back. "How long was I out? What year is it?"

"About a half hour later than the last time you were aware of that answer, Rip van Winkle."

The Doctor looked annoyed but didn't reply. He groaned, rubbing his forehead with his hand not supporting his lower back. "Ugh…I would have preferred the Somniratus putting me out of my misery rather than suffer through a torturous drug hangover."

Clara's lifted her eyes from her book. Guilt was a light word for what he'd just had to do for her, and what she had done to him after the fact. For his own good or not.

She set down the book. "I wanted to thank you, Doctor. Very much." Clara cleared a throat, her tone filled with sincerity. "For saving me."

The Doctor pressed his mouth into a line and nodded, not making eye contact. "I trust you learned that when you travel with me, you'd do well to do as you're told."

A hand went to his stomach as he apparently remembered the market. "I still haven't had a bite of anything yet," he said ruefully.

Clara stood, glad for an opportunity for a gesture. "I'll fix you something before I'm off. Not biscuits," she tossed over her shoulder, and he closed his mouth and lowered his finger again.

* * *

><p>They had long lost their fruits from the market, but Clara was able to scrounge a modest meal of potatoes and sausage from the TARDIS' pantry, which the Doctor ate with relish.<p>

Clara watched him with her chin perched on her palm as he finished his meal, looking to be in much better spirits.

She shook her head, amused. "You really are Scottish now."

The Doctor wiped his mouth and rubbed his hands together, looking comfortable. "Thank you for ending my siege, Clara."

She bobbed her head in acknowledgement as he stood, composedly arranging his jacket. The lines of his face were as cross as usual, but she didn't miss the lightness in his step as he approached the console. He began throwing switches with considerable enthusiasm.

"Had enough fun for one night?" he said.

Clara shrugged, draping her legs across the arm of her chair. "I wouldn't mind my bed."

The TARDIS groaned as she received her coordinates. Clara watched the dark back of his coat, his lapels of his jacket slightly lifted to give the impression of hackles. His silhouette, lit by the myriad of lights blinking on the TARDIS' console, fell across the floor in a wolf-like shape. Aliens had fled at that sight. Governments had been toppled in that shadow. Species trembled when that fell across their line of sight.

He must have felt her gaze, briefly meeting her eyes with his stormy blue ones before returning to his task.

She had never felt safer.

She grabbed him from behind before he could protest, squeezing. "See you next Wednesday!" she chirped. She held on for good measure when he stiffened. "Let's just go to the grocery next week for a snack, yeah?"

He still said nothing as she made her way towards the door. He had busied himself polishing a lever. She hovered in the doorway until he met her gaze. She smiled. "Be good," she said.

"I make no promises."

She held his gaze as she shut the door behind her. She ran both of her hands through her hair as she approached the front door, thoroughly spent. Psychoanalyzing was exhausting, she concluded. She was going to have herself a pint of ice cream and a schmaltzy romance film.

* * *

><p>His mind was clear. Very clear. Clearer than it had been for awhile.<p>

Clear enough to see that his ship was still in need of tidying, he thought crossly to himself. And decorating…maybe some chalkboards?

He picked up the stray book on his console, opening the pages. "Hope you proved useful," he said to it as he snapped the pages shut.

He walked to his bookshelf, putting it into place. Everything in alphabetical order, just as he liked it.

He slid it into place besides its neighbor, which read "Emotion Manual: Human". His finger ran over the gold text standing out against the leather.

"Emotion Manual: Time Lord."

* * *

><p><strong>*AN* Yeah, he's in huge trouble if she ever finds that out.**

**Thanks very much for sticking with this story! Every follow, fave, and review was noted. I appreciate the feedback. I'm not too proud to accept critical feedback; please let me know what you liked or felt could be improved. That's what's going to make me better.**

**A companion piece exploring Clara's interrupted look into the Doctor's brain is in the works. **

**You're all the best! Thank you, sincerely, for your support. **

**-Latte**


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